The Swat Kats headed back out at around 11am, after barely 2 hours of sleep. They were worried about how difficult the storms would make things, but were surprised to find that the storm had actually lessened, making flying easier. Even so, the sky had grown even darker, as if night were approaching rather than noon.

There was still no sign of the werewolves or the Pastmaster, but every available Enforcer was now out trying to fight against the massive swarm of demons. A Military Alert had been issued, and all of Megakat City's residents were told to stay indoors. Not even the other omegas dared to try anything against the storm and the multitude of demons.

The Swat Kats found that they certainly had their paws full this time, there being far more demons than at any time previously, and it wasnt long before they were again out of missiles, having to rely on their lasers and T-Bone's flying skills. Suddenly Razor seemed to get a sharp feeling that caused the fur on the back of his neck to stand on end. "T-Bone, break off! We need to head west!"

"What? Why?"

"Just trust me. I can't explain it, but that's where we need to go."

"If you say so..."

Trusting his partner's instincts, the burly pilot broke off his arial dogfight with several of the larger flying demons and headed toward the west on all three engines. Razor really couldn't give him any accurate coordinates on where to go, because he really had no idea himself. All he knew was that he sensed something, and it was from that direction.

Suddenly he felt a pull down below them, and directed T-Bone to land the jet in an older, more run-down area of the western side of the city. There was a subway entrance nearby, and as soon as the jet touched down, the smaller Swat Kat jumped out and dashed toward it. T-Bone yelled at him to wait, then muttered a curse under his breath as he shut off the engines before quickly jumping out as well and running after his partner.

Once they got down to the main subway platform, they found the place to be in complete chaos, the subway train overturned on it's tracks, and a multitude of smaller types of demons, many they had not yet seen before, destroying everything. The two were forced to use the shields on their glovatix's to basically batter their way through and head down into the tunnels.

After about fifty yards, they came to a service door. It was locked, but one good kick from Razor easily took care of that problem. With massive city-wide power outages from both the storm and the destructive demons, there were no lights to see with, the underground area being pitch black, so the pair had to rely on the lights of their helmets to see where they were going. Oddly though, none of the smaller demons followed them as they entered into the smaller tunnel behind the door.

After about a hundred or so yards, the tunnel came to a small empty room with a few surge boxes and some dusty crates of old electrical equipment. T-Bone looked around at the seemingly dead end. "Great. Now what?"

Razor ignored him and ran his hands over the back wall of the room for a minute, as if feeling for something. T-Bone was unsure of what his partner was up to, but knew that Razor was good at noticing things that most other kats missed. The smaller tom's claw tips eventually caught on a tiny seam in the stone. Pressing his hand into that spot, a small brick-sized section gave way, pushing back into the rest of the wall. A faint rumbling sound followed and Razor backed up a few steps as a hidden door in the wall slowly slid open.

T-Bone gasped in surprise. "What the... How'd you know about that being there?"

"I don't know. I just did."

The two quickly but cautiously followed the new tunnel downward, headling even deeper underground. It was filled with cobwebs, but the webs were broken down the center, as if someone, or something, had also been that way very recently. T-Bone checked the time on his glovatrix. Only about 15 minutes till noon.

Deeper in, they began to see a soft reddish light from up ahead. Shutting off the lights on their helmets, they continued on, following the source of the light, ready for just about anything. When they reached the end of the tunnel, they saw that it opened up to a massive room made of red-gold stone. Razor gasped, as the temple was exactly as he had seen it in his dream only a few hours before.

Knelt down in the center of the temple, within a pentagram painted in what appeared to be blood on the stone floor, was Star in her kat form. She wore dark red silks with gold chains, and her soft fur was stained deep red with her own blood. The bat-like demons swarmed about her, but she ignored them as she chanted, obviously casting her spell to close the portal.

Nearby, just outside of the painted pentagram, Elena was in her massive werewolf form, her eyes glowing green as she worked to fight off the demons, keeping them away from Star. But rather than using her claws and fangs, she instead was using an intricate sword, large enough to be wielded with her werewolf paws, the blade glowing a deep blue.

Star's eyes were closed as she continued to chant in a strange and obviously ancient language. The red glow they had seen in the tunnel seemed to be radiating from everywhere, pulsating as if the very walls were alive. As she continued her casting, fully ignoring the swirling demons and multitude of gashes that caused her blood to soak into her fur and drip to the floor beneath her, the pentagram symbol began to glow, and almost seemed to form a shield around her, blocking away the demons.

Elena continued fighting away the demons, which now seemed reluctant to pass the glowing pentagram to get to the she-kat within it. The brown-furred werewolf also never once touched or stepped inside the symbol painted on the floor.

T-Bone and Razor both aimed their glovatrix's, preparing to fire their mini turbo-blades at the demons to help the pair of shifters out, when a familiar voice echoing from their right caught their attention. All four looked up to see the Pastmaster standing atop of what appeared to be a massive set of stone doors, looking down at the two females. "Foolish beasts! You'll never finish in time! It is time for the doors to open!"

He held up what the guys at first thought was his watch, but was in fact an amulet of black metal with a blood red stone in the center of it. The amulet glowed a bright red, and as it did, a crease of deep red light formed in the center of the doors, slowly beginning to spread wider.

Star ignored the small skeletal kat, continuing her spell. Elena snarled, but was too busy dealing with the demons to do anything. However, both of the females, as well as the Pastmaster, got a surprise at hearing another familiar voice from the tunnel entrance.

"Wrong, Pastmaster! You still haven't learned that you can't win here!"

The sorcerer looked down in shock and hatred at seeing T-Bone and Razor with their glovatrix's aimed at him. "The Swat Kats?! Impossible! How did you pests get here?!"

Star and Elena were also obviously surprised, but didn't let the guys' sudden appearance distract them from what they had to do. The toms fired at Pastmaster, but he jumped out of the way, their mini-octopus missiles barely missing him. He snarled, and held up the amulet, which glowed even more brightly. Suddenly a group of the demons broke off from the werewolves and flew toward the Swat Kats, who were more than ready to deal with the creatures.

Despite the Pastmaster's apparent control of the demons, the added help of T-Bone and Razor began to slowly turn the tide against the beasts, allowing Star to put more concentration into her spell without so many of them trying to attack her now. Seeing this, the Pastmaster snarled hatefully. "No! I will not be defeated this time!"

He held up the amulet again, another bright flash emanating from it. From out of the slowly widening portal flew another group of demons. Five were the larger beasts, while the sixth was larger still, it's form somewhat dragon-like. While the first five attacked T-Bone, Razor, and Elena, the largest one headed straight for Star.

Unable to get away from the others they were fighting long enough, Elena and the guys could do nothing to help Star against the dragon-like beast. However, just before it's jaws could close on the blood-soaked she-kat, the pentagram suddenly glowed a bright red. The demon's jaws slammed down onto a glowing shield around Star, which let out a bright flash of light. It shrieked loudly in pain for a moment before it's serpentine body exploded, throwing everyone, werewolf, kat, and demon alike, against the walls from the force of the strong blast.

There was one benefit to the demon's sudden explosion though, as it seemed to kill most of the other lesser demons as well. Elena and the Swat Kats slowly got back up, then looked around for Star. They saw her still in the center of the pentagram, though now she was laying face-down, having been apparently knocked unconscious by the force of the blast.

To make matters worse, this obviously had broken the spell she had been casting, and now the doorway was nearly fully open. A massive black-furred hand with extremely long obsidian claws reached through and gripped one of the edges of the stone doors. The hand gripped onto the stone, and a huge black cloven hoof stepped out. Razor gasped in shock and fear at seeing the beast from his dream slowly emerge from the portal. Though not quite as massive as he had been in the dream, Arawn was still huge, far larger than Star and Elena's werewolf forms. The wolf-like monster looked down at them, his eyes glowing deep red, and grinned.